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Friday, February 19, 2016<br />
19.2 Bonds<br />
Interest rate (%)<br />
(in millions of euros) nominal effective<br />
Maturity December 31, 2015 December 31, 2014<br />
€750 million (March 2010) 4.000% 4.15% Mar-17 750 750<br />
€700 million (December 2009) 4.875% 4.95% Dec-19 700 700<br />
€500 million (December 2009) 4.250% 4.39% Dec-16 500 500<br />
Nominal value of bonds 1,950 1,950<br />
Bonds denominated in euros are listed on the Luxembourg Stock Exchange.<br />
Bonds issued by Vivendi SA contain customary provisions related to events of default, negative pledge and rights of payment (pari-passu<br />
ranking). In addition, bonds issued by Vivendi SA contain an early redemption clause in case of a change in control if, as a result of any such<br />
event, the long-term rating of Vivendi SA is downgraded below investment grade status (Baa3/BBB-).<br />
19.3 Bank credit facilities<br />
Vivendi SA has a €2 billion bank credit facility, undrawn as of December 31, 2015. On October 30, 2015, the maturity of this credit facility<br />
was extended for one year, to October 2020.<br />
This bank credit facility contains customary provisions relating to events of default and covenants relating to negative pledge, divestiture and<br />
merger transactions. In addition, at the end of each half year, Vivendi SA is required to comply with a Proportionate Financial Net Debt 2 to<br />
EBITDA 3 financial covenant over a 12-month rolling period not exceeding 3 for the duration of the loan. Non-compliance with this covenant<br />
could result in the early redemption of the facility if it were drawn, or its cancellation. As of December 31, 2015, Vivendi SA was in<br />
compliance with its financial covenant.<br />
The renewal of Vivendi SA’s confirmed bank credit facility when it is drawn is contingent upon the issuer reiterating certain representations<br />
regarding its ability to comply with its financial obligations with respect to loan contracts.<br />
In addition, on March 4, 2013, a letter of credit for €975 million, maturing in March 2016, was issued in connection with Vivendi’s appeal<br />
against the Liberty Media judgment (please refer to Note 23). In July 2015, its maturity date was extended to February 28, 2018, This letter of<br />
credit is guaranteed by a syndicate of international banks with which Vivendi signed a Reimbursement Agreement that includes an undertaking<br />
by Vivendi to reimburse the banks for any amounts paid out under the letter of credit. On July 16, 2014, Vivendi strengthened the guarantees<br />
given to the banks that are parties to the Reimbursement Agreement by placing a cash deposit of €975 million in an escrow account. This<br />
cash deposit could be used in priority against a claim made against Vivendi, if any, and if the banks were called with respect to the letter of<br />
credit.<br />
19.4 Borrowings by maturity<br />
(in millions of euros)<br />
Maturity<br />
December 31, 2015 December 31, 2014<br />
< 1 year (a) 635 30% 244 11%<br />
Between 1 and 2 years 762 36% 505 23%<br />
Between 2 and 3 years 2 - 750 34%<br />
Between 3 and 4 years 700 34% - -<br />
Between 4 and 5 years - - 700 32%<br />
> 5 years - - - -<br />
Nominal value of borrowings 2,099 100% 2,199 100%<br />
a. As of December 31, 2015, short-term borrowings (with a maturity period of less than one year) mainly included Vivendi SA’s bonds for<br />
€500 million, maturing in December 2016, as well as bank overdrafts for €53 million. As of December 31, 2014, they mainly included bank<br />
overdrafts for €168 million.<br />
As of December 31, 2015, the average “economic” term of the group’s financial debt, pursuant to which all undrawn amounts on available medium<br />
term credit lines may be used to redeem group borrowings with the shortest term was 4.6 years (compared to 4.9 years at year-end 2014).<br />
2<br />
Relates to Financial Net Debt as defined by Vivendi.<br />
3<br />
Relates to EBITDA as defined by Vivendi, plus dividends received from unconsolidated companies.<br />
Financial Report and Audited Consolidated Financial Statements for the year ended December 31, 2015 Vivendi /83